Wolff and Clearwire Chairman Craig McCaw worked for the past six months on the deal, a herculean task given the various parties involved.

The joint venture is highly unusual in that it includes some of the biggest names in technology. And it is unique because Clearwire and Sprint Nextel only six months ago scrapped a partnership to build a nationwide WiMax network.

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Intel, Comcast, Google, Time Warner Cable and Bright House Networks have agreed to invest $3.2 billion in the company, which will retain the Clearwire name, stock ticker and Kirkland headquarters. Adding to that investor syndicate is Trilogy Equity Partners, the Seattle-area venture capital firm led by former VoiceStream Wireless and Western Wireless Chief Executive John Stanton. Trilogy plans to invest $10 million, and Stanton plans to the join the board.

The size, scope and complexity of the joint venture are vintage Craig McCaw, the wireless pioneer who founded Clearwire five years ago and made billions in the early 1990s when he sold his first cellular company to AT&T.

"It has all the earmarks of a Craig McCaw deal," said O. Casey Corr, author of "Money From Thin Air," which details McCaw's role in helping to create the wireless industry. "It is first, stunning. It is gaining the attention of the entire industry. It is very big, complex and -- most of all -- creative."

Corr described McCaw has a "deep thinker" who has always been able "to see around corners." And although those insights don't always prove to be successful business ventures, McCaw probably has more knowledge of the "twists and turns" of the telecommunications industry than anyone else in the country, Corr said.

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Bringing together such a diverse investor group to back the new Clearwire is certainly imaginative. And it is highly complicated, something that was not lost on Wolff as he worked beside McCaw on the deal.

"I've done transactions for most of my career, and normally people swear off doing three-way deals because they can get so complicated," said Wolff, who will hold the chief executive position in the new company. "A seven-way deal is exponentially more complicated."

Throughout the negotiations, Wolff said, he worked daily with McCaw to hash out terms. Intensely private (McCaw rarely grants interviews) and deeply connected in the business community, McCaw helped put some of the key people and puzzle pieces together.

"He's got relationships with most of the parties that came to the table," said Wolff, recalling a meeting in Portland with McCaw and Comcast Chief Executive Brian Roberts. Roberts, whose company is investing $1.05 billion, plans to join the 13-member board.

In addition to Roberts, McCaw and Stanton, other potential board members include Sprint Nextel's Dan Hesse and Time Warner Cable's Glen Britt.

That's a powerful group of businessmen, each with his own management style and interests. Some also happen to be competitors.

As chief executive, Wolff will have his hands full trying to keep the balance of power. But the 39-year-old executive doesn't envision troubles, saying they structured Clearwire as "a true independent" company that has few restrictions from individual investors.

"That was a fundamental requirement of having the transaction move forward, and that's how it turned out," Wolff said in an interview. "We are going to, as a management team, recommend to the board that we take actions that we think are best for the business and all of the shareholders."

Even though the deal is complicated, Wolff said the combination makes sense. That's because it merges the planned networks of Clearwire and Sprint Nextel, which have experienced a number of hurdles in their individual efforts to build a nationwide wireless network. One of the biggest is the immense expense.

During a conference call with analysts Wednesday, Wolff and Hesse spent a good portion of the time touting the capabilities of the WiMax network that they plan to construct by 2010. That network, they say, will cover between 120 million and 140 million people in the U.S.

Critics have noted that the WiMax technology is unproven, with limited tests in Portland. But Wolff -- who admits that the network build-out is ambitious -- said, "WiMax is real, and it is here now."

Hesse is hopeful that the WiMax network will head off competitors such as Verizon and AT&T, which are gearing up to launch their own high-speed wireless networks in 2010.

"The new Clearwire will have a substantial time-to-market advantage over others in the industry who only recently acquired the basic building blocks, spectrum, for a 4G network," said Hesse, who is deeply connected in Seattle tech circles after running Redmond's AT&T Wireless and Terabeam Networks.

Hesse added that the new company will have "an enviable depth of spectrum" -- the largest in the country -- that it will use to roll out new services at a faster rate and lower cost than competitors.

Wolff reiterated that point, saying the goal of the company is to deliver four times the performance at one-tenth the cost of other legacy wireless networks. He says that the new network will be one of "the fastest and most capable wireless networks ever conceived."

That means people will have the ability to download songs or participate in live video conferences on the go, he said. In the conference call, Wolff touted download speeds of 5 to 6 megabits per second while in a moving car.

McAdams Wright Ragen analyst Sid Parakh noted in a report that the joint venture is a "boost for Clearwire's long-term prospects" because it eliminates financing and spectrum hurdles in the race to build a national wireless network.

"Overall, we believe that Clearwire has the potential to become a significant competitor to large established telecom companies given an apparent time-to-market advantage for its 4G services," wrote Parakh, who maintains a buy rating on the stock. "However, we note that this advantage will diminish rapidly if the deal does not close on time."

As part of the transaction, Clearwire will be able to use the cell towers from Sprint at below-market rates. Sprint, which will own 49 to 53 percent of the company, also is contributing assets related to spectrum and the Xohm technology. Those are valued at $7.4 billion.

Meanwhile, Wolff said that the super voting shares that Intel and McCaw hold in Clearwire will be converted into Class A shares in the new company. The deal -- already approved by the boards of all of the companies -- will be put to the Clearwire shareholders in the next few months. Regulatory approval also is required.

And even though the consortium of investors is pumping $3.2 billion into the company, that might not be enough.

Clearwire may have to raise $2 billion to $2.3 billion in new capital in order to reach cash flow positive, though Wolff added that capital requirements could be less if the company slowed the network rollout.

"Because of the significant additional assets that we will have following closing, including three times as much spectrum as Clearwire currently holds, we believe we should be able to opportunistically access debt financing to meet some or all of the future funding requirements," he said.

And he didn't rule out the possibility of Clearwire raising more money before the closing of the transaction, which is expected in the fourth quarter.

The new Clearwire will be based in Kirkland, which means the Seattle area will maintain a rich history of wireless innovation. That's good news, said Madrona Venture Group's Tom Alberg, a former executive vice president at McCaw Cellular.

"Clearwire is going to be a very significant wireless company on the cutting edge of wireless technologies, and it will be a real plus for the local economy and the technology community," Alberg said.

"It continues our tradition as a leading center of wireless companies that began with McCaw Cellular and continued with Western Wireless, VoiceStream and Nextel."

Clearwire employs about 2,000, with Sprint Nextel's WiMax unit topping more than 700 people. No layoffs are planned, and Wolff said the company plans to increase staffing in Kirkland and around the country. He declined to offer specific numbers, saying only that there is the "potential to grow to be a very large company."

"It is a very good-news story for Seattle," Wolff said. "Obviously, we could have had this transaction go another way, where the headquarters could have ended up being in Virginia or Kansas City or almost anywhere else."

Wolff said they chose Seattle because the investors were committed to keeping the business as an independent publicly traded company, with a separate headquarters and corporate staff.

"It has been a long haul, but definitely worthwhile," Wolff said. "I really view this as a once-in-a-lifetime opportunity."